23-Scope of Services, GEN2129832P1.pdf

SCOPE OF SERVICES

Management of Airport Rental Car Center Fueling Facility

1. Services Summary

Vendor shall manage, operate, and maintain the Fueling Facility to ensure an uninterrupted fuel supply and adequate fuel inventory. Vendor shall provide all necessary personnel, maintenance services, equipment (including office equipment), and supplies necessary to perform the Services. Vendor shall provide the Services twenty-four (24) hours per day, seven (7) days per week, including all weekends and holidays observed by Vendor and/or Federal, State, and County governments. The Services shall be performed in compliance with the approved Management and Operation Plan (as hereinafter described).

2. Description of the Consolidated Rental Car Center and Fueling Facility

A. Consolidated Rental Car Center. The RCC is the portion of the Joint-Use Facility designated for use by Concessionaires for rental car concession operations and by off- Airport rental car companies for the pickup and drop off of customers, as such area may be expanded, modified, or changed. The RCC includes the associated structures, roadways, facilities, infrastructure improvements to utilities, and other infrastructure on levels one (1) through five (5) of the Joint-Use Facility. Concessionaires utilize levels one

(1) through five (5) of the Joint-Use Facility. Levels six (6) through nine (9) of the Joint-Use Facility are used for public parking.

Each Concessionaire has assigned areas for ready/return cars, customer service, offices, and vehicle QTA on level one (1) of the RCC.

B. Fueling Facility. The Fueling Facility consists of a UST farm with a capacity of approximately one hundred and fifty thousand (150,000) gallons of fuel common to all Concessionaires to accommodate a five (5) day fuel supply. The USTs are located remotely from the dispensing area and include, but are not limited to, multi double-walled tanks, an oil water separator for spill containment, submersible pumps, monitoring and pump control systems, and product lines from the UST to the fuel dispensers.

Fuel islands are located on level one (1) of the RCC with the QTA and contain hoses and dispensers to serve Concessionaires. Each Concessionaire has an assigned QTA with fuel islands. Each fuel island has a twin-hose dispenser spread out on an area approximately nine hundred and ninety (990) feet long, is served by product lines from USTs to the fuel dispensers, and contains a separate metering system for each fuel nozzle to monitor all fueling transactions.

The Fueling Facility has the following life/safety measures:

1. Two (2) hour rated separation with the second (2nd) floor;

2. A complete sprinkler system throughout the Fueling Facility;

3. A foam deluge system at the QTA level;

4. Adequate number and type of fire extinguishers;

5. Automatic shut-off nozzles;

6. Open air wall adjacent to the dispensing areas;

7. Fuel shut-off switches;

8. Electrical equipment designed for operation in flammable vapor and explosive environments;

9. Concrete filled bollards at each dispenser;

10. A spill prevention/intervention and containment system;

11. Data connection to the communication carrier;

12. A safety plan that includes spill prevention and mitigation procedures and related safety information, employee training, mandated operation rules and regulations for the Rental Car Concessionaires, and certification of RCC fuelers;

13. Fire lanes on both sides of the fuel islands; and

14. An appropriate signage system which includes informational, restrictive, mandatory, and warning signage.

3. Services Description

Vendor shall provide the following Services during the Term, including, but not limited to:

A. Manage, maintain, and repair all equipment and systems (excluding the ventilation system and the discharge recovery system) associated with the Fueling Facility including, but not limited to, the fuel management reporting system, the fuel distribution network, and all fuel system equipment including, but not limited to, dispensers and dispenser liners, underground fuel tanks, submersible turbine pumps, monitoring transition sumps, monitoring valve sumps, leak detection panel, emergency shut-off switches, underground fuel piping, and fuel system electrical.

B. Coordinate, manage, maintain, and complete fuel deliveries purchased by Concessionaires. Concessionaires’ fuel deliveries shall occur between 10 p.m. and 5 a.m., except when otherwise deemed necessary by the Aviation Department. The operating areas and acceptable routes for tanker trucks will be designated and modified as necessary by the Aviation Department.

C. Monitor and provide daily reports to the Contract Administrator (in a format acceptable to the Contract Administrator) specifying daily fueling inventory levels and all activities associated with fueling inventory.

D. On or before the Effective Date and on or before each yearly anniversary of the Effective Date, prepare an annual maintenance plan, annual management plan, and annual inventory plan and submit same for review and written approval by the Contract Administrator.

E. Manage a County-owned web-based electronic system to monitor and track fuel inventory.

F. Operate and maintain systems that will use Automatic Tank Gauging System (sensor system), OPW-Maglink LX Ultimate LX 5.20.3/PB1.10, Gasboy CFN Plus siteOmat v.6.4.13.109, and any additional equipment and/or electronic systems that may be introduced or identified as necessary during the Term by the Aviation Department.

G. Inspect the entire fuel system and perform tank and line testing as required by County and applicable regulatory agencies.

H. Perform fuel testing for quality evaluation as necessary or as requested by the Aviation Department.

I. Manage, maintain, and gather reports, logs, and checklists that include fuel inventory, fuel usage, fuel testing, inspection reports for fire suppression, ventilation system, drainage system, state, County, and environmental reports, sump, tank, and pipe testing reports, dispenser reports, emergency e-stop reports, sensor ops test reports, overfill tests, alarm logs, and any additional reports, logs, and/or checklists as may be requested or introduced during the Term by the Aviation Department.

J. Maintain, complete, and submit monthly operating and maintenance reports to the Contract Administrator in a format acceptable to the Aviation Department.

K. Provide immediate response to any interruption in fueling services.

L. Upon request by the Aviation Department, observe, coordinate, prepare, and timely provide to the Aviation Department and other applicable regulatory agencies inspection reports (in a format acceptable to the Aviation Department or regulatory agency, as applicable) related to the fire suppression system, ventilation system, drainage systems, and all related systems within the fuel operations area.

M. If requested by the Aviation Department, operate and maintain a County-owned redundant electronic fuel inventory system that provides real-time inventory and generates user-friendly reports.

N. Monitor and report to the Rental Car Concessionaires and fuel suppliers the daily inventory levels and fueling transactions.

O. Ensure that the Fueling Facility at all times during the Term meets and complies with all Applicable Law, Environmental Laws, life/safety measures, and storage tank regulations, including any and all corrective action plans approved by all appropriate government agencies.

P. Periodically conduct drug testing and criminal background checks on Vendor’s employees as required by Applicable Law.

Q. Recommend to the Aviation Department suggested capital improvements and equipment upgrades to the Fueling Facility.

R. Provide to the Contract Administrator any and all information requested in writing by the Contract Administrator (in a format acceptable to the Contract Administrator);

Vendor shall provide the requested information within five (5) Calendar days after the Contract Administrator’s written request. Vendor may request additional time to provide County requested information upon approval of Contract Administrator.

S. Secure and maintain in full force and effect during the Term of this Agreement all required registrations, licenses, permits and all other items that may be required in order to provide an uninterrupted fuel supply, fuel storage tank, and fuel dispensing activities.

It shall be the sole responsibility of Vendor to apply for, secure, and maintain any and all necessary licenses and permits, and to ensure that all such licenses and permits list Vendor as the operator, licensee and/or permittee, and if necessary, County, as the owner of the fuel facility. Vendor must possess, and keep current during the Term of this Agreement, all State and local licenses required to perform the Services, including but not limited to, those necessary to perform repairs on fuel equipment, a Certified Pollutant Storage Contractors license, and Class A and Class B UST operator certification.

4. Environmental, Safety, and Security

A. Prepare and timely provide all reports and plans required by the United States Environmental Protection Agency, the Florida Department of Environmental Protection, and any other applicable agencies for the Fueling Facility including, but not limited to, the Spill Prevention, Control, and Countermeasure Plan, which such plan must receive written approval (prior to submission by Vendor) from the Aviation Department and all applicable regulatory agencies.

B. Maintain the highest standard of safety for all users of the RCC in full compliance with all Applicable Law.

C. Cooperate with the Aviation Department and other appropriate governmental agencies to ensure the highest practical standard of security against terrorism and crime relating to the operation and management of the Fueling Facility.

D. Respond to any and all fuel spillage from or on the Fueling Facility in accordance with all Applicable Law and any County approved written plan provided by Vendor.

Vendor shall prepare and submit all required regulatory incident and/or discharge notification reports as required by Applicable Law.

E. Vendor shall assist the Aviation Department in the planning, staging, and implementation of safety drills required by any regulatory agencies and any additional safety drills deemed necessary by the Aviation Department, in its sole discretion. Vendor shall assist the Aviation Department in the development of a written safety plan for the entire quick turn-around area (“QTA”).

F. By the Effective Date of this Agreement, prepare and implement a safety and maintenance prevention plan which shall include all components of the fueling system.

Such safety and maintenance prevention plan must be approved in writing by the Aviation Department.

G. With respect to fuel deliveries, Vendor shall (i) ensure that all fuel deliveries comply with Applicable Law, (ii) monitor the storage of all fuel deliveries, (iii) monitor the dispensing and leak detection equipment, and (iv) properly respond to all alarms and events in connection with any fuel deliveries.

H. Ensure that the Fueling Facility complies with all Applicable Law. Vendor shall be responsible (at Vendor’s sole cost) for all corrective actions (excluding any previously identified corrective actions that have been included within a County capital improvement project), fines, and enforcement actions that may be brought or assessed against County or in connection with the Fueling Facility.

5. Managerial Approach

Vendor must ensure that the persons responsible for Vendor’s performance of the Services and, to the extent applicable, identified below (collectively, “Key Personnel”), are appropriately trained and experienced and have adequate time and resources to perform the Services in accordance with the terms of this Agreement. In order to make a change to the composition of the Key Personnel, Vendor must provide County with thirty (30) days’ advance written notice (or as much advance notice as is possible if thirty (30) days’ notice is not possible) regarding such proposed changes and the management plan associated with such proposed changes. County shall have the right, in its sole discretion, to approve or reject any proposed changes to Key Personnel. County shall not be responsible for any costs associated with a change in Key Personnel.

6. Training

Vendor shall provide (or cause to be provided) the following training as part of the Services:

A. Implement, administer, maintain, and ensure completion of (prior to engaging in fueling of vehicles at the RCC) a Class C State Operator fuel trainer program for Vendor’s employees and the employees of the Rental Car Concessionaires. Vendor shall ensure that Vendor’s employees are properly trained, qualified, and permitted to perform fueling operations. Vendor shall maintain records of each individual that attends and successfully completes the Class C State Operator fuel trainer program.

B. Ensure that all RCC fuelers have received the Class C State Operator fuel trainer program training and are properly certified and permitted to perform the fueling of vehicles at the RCC.

7. Management and Operation Plan

Vendor shall provide their Management and Operation Plan (“M & O Plan”) which includes the manner in which all Services shall be accomplished, sets forth best industry standards and practices relating to the performance of the Services, and proactively addresses all environmental issues. The best industry standards and practices include recommendations by industry leaders, including, but not limited to, the American Petroleum Institute and the National Fire Prevention Association. Vendor shall update the M & O Plan annually and submit such updated plan to the Contract Administrator for review and written approval at least sixty (60) days prior to the beginning of each Agreement Year. Vendor shall implement all of the Contract Administrator’s recommendations into the M & O Plan. Vendor shall comply with the procedures, methods, and practices in each approved M & O Plan.

8. Operational Standards and Staffing

Vendor shall provide, at Vendor’s sole cost, all personnel, equipment, uniforms, and supplies necessary to perform the Services. Vendor shall be responsible for all of Vendor’s employee costs, including, but not limited to, wages and benefits.

A. The Contract Administrator shall provide Vendor via written notice (email notice only is acceptable) the contact information of one (1) or more Aviation Department employee(s) to whom communications pertaining to day-to-day communications related to the Services shall be directed. Vendor shall communicate with such designated Aviation Department employee(s) as needed. The Contract Administrator shall notify Vendor via written notice (email notice only is acceptable) of any changes to such designated Aviation Department employee(s).

B. The Services shall at all times be performed under the supervision and direction of an active, qualified, and competent local resident manager, or such other qualified employee of Vendor in the absence of the resident manager. The resident manager, or such other qualified employee of Vendor in the absence of the resident manager, shall at all times be subject to the direction and control of Vendor. The resident manager, or such other qualified employee of Vendor in the absence of the resident manager, shall be assigned to the RCC and shall be available twenty-four (24) hours per day, seven (7) days per week, including all weekends and holidays observed by Vendor and Federal, State, and County governments. Vendor shall provide County with the contact information (including telephone number and email address) of the resident manager or such other qualified employee of Vendor in the absence of the resident manager.

C. All of Vendor’s employees performing the Services shall be experienced, fully qualified, and properly licensed to perform the Services in accordance with Applicable Law.

D. Vendor’s employees shall be clean, courteous, efficient, and neat in appearance.

Vendor shall not employ any person to perform the Services, or permit any person in or about the Fueling Facility, who uses improper language, or acts in a loud, boisterous, or otherwise improper manner. Vendor shall immediately remove from the Airport any of its employees that participate in illegal acts, violate Airport rules, or are otherwise detrimental to the public interest. If the Contract Administrator determines that the conduct of any of Vendor’s employees is objectionable, Vendor shall take all steps necessary to eliminate the objectionable behavior.

E. Vendor shall have a sufficient number of employees to properly perform the Services. If the Contract Administrator determines, in their sole discretion, that Vendor has not provided a sufficient number of employees to properly perform the Services, Vendor shall immediately provide additional employees.

F. Vendor shall provide its employees with uniforms and badges which shall be subject to prior written approval by the Contract Administrator. All of Vendor’s employees shall be required to wear such approved uniforms and badges while performing the Services.

G. Vendor shall perform the Services in a skillful and professional manner. The quality of Vendor’s performance of the Services shall be comparable to best local practices and national standards for airports of similar size and volume.

H. If any defalcation, theft, fraud, embezzlement, or other similar crime or suspicion of same occurs, Vendor shall immediately notify the Contract Administrator and shall provide full disclosure to County, including, but not limited to, copies of police reports and investigations, reports to the applicable bonding company and any findings by such bonding company, and reports of any actions taken against Vendor’s employees. Vendor must maintain and enforce a policy of working with appropriate law enforcement officials to prosecute any employee found to be involved in defalcation, theft, fraud, embezzlement, or other similar crime. Vendor shall require all of its employees, prior to performing any of the Services, to sign a statement stating that they are aware that they may be investigated and prosecuted to the fullest extent of the law for any defalcation, theft, fraud, embezzlement, or other similar crime.

I. Upon request by the Contract Administrator, Vendor shall provide (i) periodic operation reports to the Contract Administrator (in a format acceptable to the Contract Administrator) related to operational and preventative maintenance, safety training, and consumables, and (ii) any other reports in compliance with the requirements established by the Contract Administrator.

J. Vendor shall meet with the Contract Administrator monthly to review any complaints or concerns and promptly correct any deficiencies in the Services. The Contract Administrator’s determination as to quality of the Services shall be conclusive, and Vendor shall implement curative measures as expeditiously as possible.

9. Maintenance

A. Vendor shall provide, at its sole cost, all custodial services necessary to maintain its office and work areas in a clean, safe, neat, orderly, sanitary, and presentable condition, and free and clear of all trash, rubbish, debris, rodents, insects, and other pests.

Vendor shall provide for adequate, sanitary handling and timely removal of all trash, garbage, and other refuse resulting from Vendor’s performance of the Services and will deposit such trash, garbage, and other refuse at a site designated by County. Vendor shall use suitable, covered receptacles (provided by County) for all trash, garbage, and other refuse. Piling of boxes, cartons, barrels, or similar items at the Airport or Fueling Facility shall not be permitted.

B. Vendor shall paint Vendor’s office and work areas at the Fueling Facility, if and as required by the Contract Administrator. County shall maintain and make necessary structural repairs to the Fueling Facility, including, but not limited to, the interior windows, doors and entrances, floors, interior walls and ceilings, surfaces of interior columns, elevators, and storm water discharge systems. Vendor shall be responsible for the cost of any repairs performed by County (or caused to be performed by County), due to or in connection with any damage to any areas caused by Vendor or Vendor’s employees. Vendor shall pay the actual costs of such repairs within fifteen (15) days after written demand from County, or County may deduct the repair costs from any payments due to Vendor, as County may elect.

C. Vendor shall immediately notify County of any needed repairs at the Fueling Facility. County shall have no obligation to make repairs unless County determines, in County’s sole discretion, that repairs are necessary. County shall not be liable to Vendor for any damage to persons or property of any kind caused by water or leakage from the roof, water lines, sprinkler, or heating and air conditioning equipment. County shall not be liable to Vendor for any damage to persons or property of any kind caused by damage or disrepair to the structural or permanent portions of the Fueling Facility, unless (i) County has had reasonable opportunity to perform repairs after being notified in writing of the need for same by Vendor, and (ii) any such damage or disrepair shall not have been due to any actions or negligence of Vendor or Vendor’s employees.

D. County shall be responsible for maintaining all utility service lines, electrical equipment (excluding all fuel-related electrical equipment), fire and security alarms, air conditioning, and elevators located at, on, or within the Fueling Facility. Vendor shall have the continuing obligation to promptly report to County any damage, malfunction, or maintenance issues regarding any utility service lines, electrical equipment, fire and security alarms, air conditioning, and/or elevators located at, on, or within the Fueling Facility.

E. County shall have the right to enter the Fueling Facility at any time and for any reason.

F. Vendor shall dispose of Materials in compliance with Applicable Law.

G. Vendor shall not damage or destroy any County fixtures, equipment, or property.

If the Contract Administrator determines, in their sole discretion, that any County fixtures, equipment, or property was destroyed or damaged by Vendor, Vendor shall make all repairs or replacements of same at Vendor’s sole expense. All repairs or replacements shall be of first-class quality in both materials and workmanship and shall be completed in conformity with Applicable Law. If County is required to repair or replace any such fixture, equipment, or property, Vendor shall pay to County the sum paid or the expense incurred by County within fifteen (15) days after County’s written demand or, at County’s election, the amount may be deducted from any payments due Vendor.

H. Vendor shall immediately notify the Contract Administrator of any fire, flood, casualty, or damage to the Fueling Facility or any property located within the Fueling Facility, or any unusual condition or threat thereto.

I. The Contract Administrator shall be the sole judge of the quality of the maintenance and custodial services provided by Vendor. If Vendor refuses or neglects to perform any maintenance obligations required herein, or if County is required to make any repairs or other corrective measures necessitated by the negligent acts or omissions of Vendor or Vendor’s employees, County shall have the right, but not the obligation, to take corrective measures or to make such repairs at the expense of Vendor. If County takes any corrective measures or makes such repairs, Vendor shall pay to County the sum paid or the expense incurred by County within fifteen (15) days after County’s written demand or at County’s election, the amount may be deducted from any payments due Vendor. Prior to commencing any corrective measures or repairs, the Contract Administrator shall give Vendor five (5) days advance written notice, unless the nature of the deficiency necessitates immediate correction or repair, in which event, the Contract Administrator may provide such notice (either before or after the corrective action) as the Contract Administrator deems appropriate under the circumstances.

10. Equipment and Furnishings

County owns all equipment and furnishings located at, on, or within the Fueling Facility as of the Effective Date of this Agreement and County shall retain ownership of all such equipment and furnishings. In addition, County shall retain ownership of all equipment and furnishings that it pays for or reimburses Vendor for during the Term. Title to all items that are paid for or reimbursed by County shall be vested in County immediately upon County’s payment or reimbursement for same. Vendor shall not sell or dispose of County-owned equipment, furnishings, or other items without County’s prior written consent, and any such sale or disposal shall be by methods or procedures approved by County.

11. Disincentive Payments/Charges

A. Purpose. One of County’s primary goals in granting this Agreement is to ensure that the Fuel Facility is fully and appropriately managed. Vendor agrees that County will suffer damage if Vendor fails to meet these standards and that, due to the nature of certain breaches, the actual damage to County would be impractical or very difficult to remedy. As such, in addition to all other remedies available under this Agreement, Contractor shall be subject to the disincentive charges set forth below if Vendor breaches the performance standards specified below. The amounts set forth in the section below have been agreed upon as the Parties’ reasonable estimate of County’s damages in the event of such breach. County’s acceptance of any disincentive payment, as a result of a breach of any performance standard specified below, will not prevent County from exercising any other right or remedy for default available to County under this Agreement.

B. Performance Standard Breaches. The following specified breaches shall be referred to as “Performance Standard Breaches.” Each Performance Standard Breach by Vendor shall be considered a separate occurrence even if multiple Performance Standard Breaches occur within the same event. Therefore, Contractor may be subject to multiple disincentive charges for the same event. Vendor agrees to pay to County the amount specified below as a disincentive charge for the applicable breach:

1. Failure to maintain employee staffing: Failure to maintain staffing in compliance with this Exhibit A – Five Hundred Dollars ($500.00) per occurrence.

2. Failure to maintain reports, checklists, and/or logs: Failure to maintain, complete, or timely submit any required reports, checklists, and/or logs in accordance with this Exhibit A – Fifty Dollars ($50.00) per day for each day that Vendor fails to maintain, complete, or timely submit any required reports, checklists, and/or logs in accordance with this Exhibit A.

3. Failure to comply with cleanliness obligations: Failure to comply with Section 9.A of this Exhibit A – One Hundred Dollars ($100.00) per occurrence.

4. Failure to meet fuel delivery obligations: Failure to comply with Section 3.B (including any timeframes or deadlines set forth therein) of this Exhibit A:

i. First occurrence: Two Hundred Fifty Dollars ($250.00)

ii. Second occurrence: Five Hundred Dollars ($500.00)

iii. Each subsequent occurrence: One Thousand Dollars ($1,000.00)

5. Failure to maintain licenses, permits, and other items: Failure to comply with Section 3.S of this Exhibit A – One Hundred Dollars ($100.00) for each day that Vendor fails to comply with Section 3.S of this Exhibit A.

6. Failure to maintain a safe work environment: Failure to comply with the safety and maintenance prevention plan referenced in Section 4.F of this Exhibit A – One Hundred Dollars ($100.00) per occurrence.

C. Procedure for Declaring Performance Standard Breaches. The determination as to whether performance standards have been breached is at the reasonable discretion of the Contract Administrator. Upon determining the existence of a Performance Standard Breach, the Contract Administrator shall issue a written notice to Contractor of the occurrence of such breach and the County’s claim for the disincentive payment. The notice of Performance Standard Breach shall become final and the applicable disincentive charge shall be immediately due and payable unless the Contract Administrator receives no later than ten (10) days after the Vendor’s receipt of the notice of Performance Standard Breach a written statement from Vendor with Vendor’s evidence that the breach did not occur. The Contract Administrator shall review such evidence and determine, in the Contract Administrator’s reasonable discretion, whether Vendor has demonstrated that the breach did not occur, and notify Vendor of such decision in writing, which decision shall be final; if the Contract Administrator determines that the Performance Standard Breach did occur, Vendor shall immediately pay the applicable disincentive charge.

D. Waiver of Disincentive Payments/Charges. Disincentive charges shall be waived during periods of severe weather, work stoppages, or when other conditions indicate that the failure was unavoidable, as solely determined by the Contract Administrator. Any determination by the Contract Administrator shall be final and conclusive. If Vendor believes the occurrence of a particular event may cause delays, it is the responsibility of Vendor to notify the Contract Administrator of the event and to obtain prior written concurrence that disincentive charges will not be assessed.

12. Other Provisions

A. Vendor and all employees of Vendor parking a personal vehicle on Airport property must park such vehicle in the employee parking areas designated by the

Contract Administrator. County retains the right, at the sole election of the Director of Aviation, to impose a reasonable charge for the privilege of utilizing such employee parking areas.

B. Vendor shall make no improvements, additions, alterations, or modifications, or remove or demolish any portion of the Airport, including, but not limited to, the Fueling Facility, without the Contract Administrator’s prior written consent.